Ares Management Corp — Director's Dealing 2016

Apr 7, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CLAYTON WILLIAMS ENERGY INC /DE (CWEI)
CIK: 0000880115
Period of Report: 2016-04-05

Reporting Person: ARES MANAGEMENT LLC (Director, 10% Owner)
Reporting Person: Ares Management Holdings L.P. (Director, 10% Owner)
Reporting Person: Ares Holdco LLC (Director, 10% Owner)
Reporting Person: Ares Holdings Inc. (Director, 10% Owner)
Reporting Person: ARES MANAGEMENT LP (Director, 10% Owner)
Reporting Person: Ares Management GP LLC (Director, 10% Owner)
Reporting Person: Ares Partners Holdco LLC (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-04-05	Common Stock, $0.10 par value	P	76618	$9.3899	Acquired	363618	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $9.1850 to $9.5000, inclusive. The undersigned undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote (1).

F2: The amounts of securities acquired reported in this Form 4 reflect an aggregate of 76,618 shares purchased in open market purchases, in the following amounts: 7,399 shares by AF IV Energy AIV A1, L.P., 1,353 shares by AF IV Energy AIV A2, L.P., 8,233 shares by AF IV Energy AIV A3, L.P., 8,069 shares by AF IV Energy AIV A4, L.P., 8,098 shares by AF IV Energy AIV A5, L.P., 8,232 shares by AF IV Energy AIV A6, L.P., 4,075 shares by AF IV Energy AIV A7, L.P. and 31,159 shares by AF IV Energy AIV B1, L.P. The manager of the foregoing entities is Ares Management LLC. (continued in footnote 3)

F3: The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Holdings Inc. ("Ares Holdings"), whose sole stockholder is Ares Management, L.P. ("Ares Management"). The general partner of Ares Management is Ares Management GP LLC ("Ares Management GP") and the sole member of Ares Management GP is Ares Partners Holdco LLC ("Ares Partners," and together with Ares Management LLC, Ares Management Holdings, Ares Holdco, Ares Holdings, Ares Management, and Ares Management GP, the "Ares Entities"). Ares Partners is managed by a board of managers, which is composed of Michael Arougheti, David Kaplan, John Kissick, Antony Ressler and Bennett Rosenthal. (Continued in footnote 4)

F4: Decisions by Ares Partners' board of managers generally are made by a majority of the members, which majority, subject to certain conditions, must include Antony Ressler. Each of the Ares Entities and the members of Ares Partners' board of managers and the other directors, officers, partners, stockholders, members and managers of the Ares Entities expressly disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein, and this Form 4 shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes. The address of each Ares Entity is 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067.